TIMCO Aviation Services, Inc. Amends Its Offer for Early Conversion of Its Outstanding Senior and Junior Subordinated PIK Notes
20 Septiembre 2005 - 5:51PM
PR Newswire (US)
GREENSBORO, N.C., Sept. 20 /PRNewswire-FirstCall/ -- TIMCO Aviation
Services, Inc. (OTC:TMAS) (BULLETIN BOARD: TMAS) today announced
that it has amended its previously announced offer to the holders
of its 8% senior subordinated convertible PIK notes due 2006
("Senior Notes") and to the holders of its 8% junior subordinated
convertible PIK notes due 2007 ("Junior Notes", and collectively
with the Senior Notes, the "Notes") for an early conversion of
their Notes into shares of the Company's authorized but unissued
common stock ("Common Stock"). In the amended offer, holders will
receive a 15% inducement premium payable in shares of Common Stock.
The amended offer and consent solicitation will expire at 5:00
p.m., New York City time on October 6, 2005, unless extended by the
Company. The other terms of the offer and consent solicitation
remain the same. As of September 20, 2005, based on the changes to
the terms of the tender offer announced in this press release, the
holders of approximately 90% of the aggregate principal amount of
the Senior Notes and the Junior Notes (91% of the Senior Notes and
18% of the Junior Notes) have tendered or agreed to tender in the
offer and consent solicitation. Under the terms of the amended
offer and consent solicitation, for each $1,000 in principal amount
of Senior Notes, including PIK interest and any accrued but unpaid
interest thereon, noteholders whose Senior Notes are accepted in
the offer and consent solicitation will receive: - the approximate
2,080 shares of Common Stock that they would have received upon the
automatic conversion of their Senior Notes into equity at their
maturity, plus - a conversion premium equal to approximately 312
shares of Common Stock. Under the terms of the amended offer and
consent solicitation, for each $1,000 in principal amount of Junior
Notes, including PIK interest and any accrued but unpaid interest
thereon, noteholders whose Junior Notes are accepted in the offer
and consent solicitation will receive: - the approximate 2,056
shares of Common Stock that they would have received upon the
automatic conversion of their Junior Notes into equity at their
maturity, plus - a conversion premium equal to approximately 294
shares of Common Stock. This press release is not an offer or
solicitation for the early conversion of the Notes into Common
Stock, which can only be made on the terms and subject to the
conditions described in the Tender Offer Statement (including an
offering circular, as it may be amended, a related letter of
transmittal and other offer documents) filed with the U.S.
Securities and Exchange Commission ("SEC"). The Tender Offer
Statement is being made available to all holders of Notes at no
expense to them. The Tender Offer Statement is also available at no
charge at the SEC's website at http://www.sec.gov/. The Tender
Offer Statement contains important information that should be read
carefully before any decision is made with respect to the offer and
consent solicitation. TIMCO Aviation Services, Inc. is among the
world's largest providers of aviation maintenance, repair and
overhaul (MRO) services for major commercial airlines, regional air
carriers, aircraft leasing companies, government and military units
and air cargo carriers. The Company currently operates four MRO
businesses: Triad International Maintenance Corporation (known as
TIMCO), which, with its four active locations (Greensboro, NC;
Macon, GA; Lake City, FL and Goodyear, AZ), is one of the largest
independent providers of heavy aircraft maintenance services in the
world and also provides aircraft storage and line maintenance
services; Brice Manufacturing, which specializes in the manufacture
and sale of new aircraft seats and aftermarket parts and in the
refurbishment of aircraft interior components; TIMCO Engineered
Systems, which provides engineering services both to our MRO
operations and our customers; and TIMCO Engine Center, which
refurbishes JT8D engines and performs on-wing repairs for both JT8D
and CFM-56 series engines. Visit TIMCO online at
http://www.timco.aero/. This press release contains forward-looking
statements. Forward-looking statements involve known and unknown
risks and uncertainties, which may cause the Company's actual
results in future periods to differ materially from forecasted
results. A number of factors, including those identified in the
Company's Annual Report on Form 10-K for the year ended December
31, 2004 and its Quarterly Report on Form 10-Q for the quarter
ended June 30, 2005, could adversely affect the Company's ability
to obtain these results. Copies of the Company's filings with the
U.S. Securities and Exchange Commission are available from the SEC
or may be obtained upon request from the Company. The Company does
not undertake any obligation to update the information contained
herein, which speaks only as of this date. DATASOURCE: TIMCO
Aviation Services, Inc. CONTACT: Roy T. Rimmer, Jr., Chairman &
Chief Executive Officer, or Fritz Baumgartner, Vice President
Finance, Chief Accounting Officer, or Kevin Carter, Vice President
Treasurer, Financial Planning and Analysis, of TIMCO Aviation
Services, Inc., +1-336-68-4410 Web site: http://www.timco.aero/
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